===================================================================== SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------------------- FORM 8-K ---------------------- CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): June 10, 2010 ---------------------- RESEARCH FRONTIERS INCORPORATED (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) DELAWARE 1-9399 11-2103466 (STATE OR OTHER JURISDICTION (COMMISSION FILE NUMBER) (IRS EMPLOYER OF INCORPORATION) IDENTIFICATION NO.) 240 CROSSWAYS PARK DRIVE WOODBURY, NEW YORK 11797-2033 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES AND ZIP CODE) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (516) 364-1902 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ===================================================================== Item 7.01 Regulation FD Disclosure On June 10, 2009, Research Frontiers Inc. held its Annual Meeting of Stockholders. On June 14, 2010, Research Frontiers issued a press release entitled "Research Frontiers Demonstrates SPD-Smart Windows Establishing New Benchmarks of Performance and Invites the Smart Glass Industry to Participate in Side-by-Side Public Evaluations and Comparisons. This press release is attached hereto as an exibit and is also available on the Company's web site at www.SmartGlass.com. Item 5.07 Submission of Matters to a Vote of Security-Holders The following is a summary of how the 15,185,045 shares were voted at the Annual Meeting of Stockholders of Research Frontiers Incorporated held on June 10, 2010 on the various proposals voted upon and adopted at the Annual Meeting. For the election of M. Philip Guthrie as a Class II member of the Company's Board of Directors, 4,897,921 shares were voted in favor of election, and 518,532 votes were withheld. For the election of Victor F. Keen as a Class II member of the Company's Board of Directors, 4,994,293 shares were voted in favor of election, and 422,160 votes were withheld. For the ratification of the appointment of BDO Seidman, LLP as independent registered accountants of the Company for the fiscal year ending December 31, 2010, 14,711,420 shares were voted in favor of appointment, 199,319 shares were voted against, and 274,306 shares abstained from voting. This report and the press release referred to hereing may include statements that may constitute "forward-looking" statements as referenced in the Private Securities Litigation Reform Act of 1995. Those statements usually contain words such as "believe", "estimate", "project", "intend", "expect", or similar expressions. Any forward-looking statements are made by the Company in good faith, pursuant to the safe-harbor provisions of the Act. These forward-looking statements reflect management's current views and projections regarding economic conditions, industry environments and Company performance. Factors, which could significantly change results, include but are not limited to: sales performance, expense levels, competitive activity, interest rates, changes in the Company's financial condition and several business factors. Additional information regarding these and other factors may be included in the Company's quarterly 10-Q and 10K filings and other public documents, copies of which are available from the Company on request. By making these forward-looking statements, the Company undertakes no obligation to update these statements for revisions or changes after the date of this report. The information in this Form 8-K or the press release filed as an exhibit hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. RESEARCH FRONTIERS INCORPORATED /s/ Joseph M. Harary --------------------------- By: Joseph M. Harary Title: President Dated: June 14, 2010